Something Different
by Malus Thantos
Summary: (Post Rebellion) Homura is tired of watching the Universe She created. Until, a hint from Kyubey gives her an idea to play a trick on Sayaka.
1. Chapter 1

Bored

**HELL YEAH! My first ever fan fiction! And what better way to do it than do a story on Madoka Magica. I have been a fan of the show for some time, so I thought I'd just write an idea that I had about Homura being tired of the whole looking after the world stuff, an actually doing something that she would like to do in her new world since she's not happy on the inside about what she's done. Anyhoo, on with the story.**

**Chapter One Bored**

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Akuma sat on her chair, dressed in her normal school attire, looking over the beautiful city of Mitakihra. The sun shone brightly, as her eyes watched everyone go about their own business. However, all was not good in the Demon's mind, as she was well… bored. Yes. The great Demon known as Homura, Satan, Homucifer and other names to describe her terrifying beauty, who had created the perfect world, was bored! "_Well this sucks. Me the God of this world bored. I guess watching the world you created for the one you love does have its drawbacks." _As the lovely Demon thought that. Kyubey, who was still traumatized from getting all the curses of the world smacked into his head, but gained emotions from his experience, and actually learned to deal with it. Hopped onto the chair and looked up into her Demonic eyes.

"Akemi." Kyubey said, with disgust in his voice. "Incubator." Homura said sweetly. "I still hate you." Homura chuckled. "Don't say that! Just because I enslaved your race, ruined your plans gave you the curses, which in turn gave you emotions, doesn't mean there has to be any hard feelings!" "Speak for yourself." As he said that, Homura picked him up and started to pinch his cheeks, Smiling as she did so. Kyubey. who was not enjoying this, tried to wiggle out of the Demons grasp but she was far too strong for him. "Please stop. Kyubey begged. You've already humiliated me and my race enough. Stop please." Homura's face turned from a smile, to the most disgusting smirk Kyubey had ever seen.

Homura looked down at Kyubey. She almost felt sorry for the poor creature, now that he had gained emotions he felt the weight of what he had done. He looked for redemption for his sins but Homura did not care, she just let him do what he wanted, to a certain degree. But she would not have him a Antone for his sins. Yet. "I don't think so Kyubey. Not after what you put Madoka through and besides… She pressed her cheek to his. Its fun having you around." Saying that, her dark purple eyes flashed.

"You know? I missed you when you were still calm and cold, at least you weren't as creepy!" Kyubey said. Scared of what she would do next. "Oh don't worry Incubator. I'm still calm and cold, its just going mad has an effect on your psyche. Anyway, I'm bored and I don't know what to do. Any ideas?" She let out a yawn, stretched her arms and legs as she said so. The wind blowing her black hair and Kyubey's fur. Kyubey sighed Go see Madoka?" "Not today." "Humiliate me?" "Tempting… but no. I think I've already made you suffer enough. For now anyway." Homura chuckled.

"Well I'm sure you will think of something, you are Satan after all. The entire universe is your playground!" Turning her attention to the familiar road to school, the devil spotted a familiar blue sight of hair. Homura then smiled. "My playground huh? You know Kyubey? You have your good qualities after all. Alright, Homura laughed This should be fun!" Saying that, she jumped from her chair settled on the cliffs edge and fell to the land below, her dark feathered black wings then sprouted from her body, as she flew to the blue headed Girl. "I don't like were this is going…" Kyubey said. Afraid for the poor soul who Homura had spotted.

Homura licked her lips, as she got ever closer to the blue haired tomboy. She was wearing the familiar school attire, except her hair pin was in the Fortissimo sign. As always Miki loved to defy her, that was one of the things that kept Homura going. It was very amusing to watch her squirm. The Demon landed near a Cherry Blossom tree a couple of meters way from the Bluenet. The road to school had not changed much, except for the chair and table Homura occasionally put there just to spite Sayaka. Still grinning like an idiot, she crept up behind her and put her soft hands over her face.

"Fresh for school Miki?" Houmra asked. "Transfer student?!" Sayaka said. Shocked that her mortal enemy would appear now of all places. "In the flesh." "What do you want?" Sayaka asked. A bit scared due to her sight being obscured. "Turn around." Sayaka Grabbed the soft hands, threw them off her face and turned around but when she saw no one was there she was stunned, until her head was hit by an apple. "OW!"she turned around, to see the Demon on the Cherry Blossom tree. With her legs crossed, smiling innocently. "Reminds you of Her doesn't it? What a shame you can't confess. Its like Kyouske all over again." Homura laughed.

"SHUT UP! I just haven't found the right time to confess. Yet!" Sayaka angrily said. "Sure Miki. Homura yawned. Anyway, I've got a surprise for you." "Oh joy. Sayaka said sarcastically What have you got for me today? My merciful Demon. Oh wait, let me guess. Its get the hell out of my face because I want to strangle you to death! isn't it." Homura let out an evil laugh. "Unfortunately no. Its me. I can't believe I'm saying this but I want to spend some time with you Sayaka." Finally processing what Homura said to her, Sayaka let out a shriek. "Wait… WHAT?!" "Let the game begin" Homura smirked.

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**There you go folks. Its my first Fanfiction so it might not be the best, but meh I try. Anyway, my writing is not the best but I'd like to hear your opinions on it and the story. Criticism is fine. I take it as learning from your own mistakes. So review at your leisure. **

**Malus Thantos. **


	2. Chapter 2

A little game

**A little shorter than the other chapter but I will make chapter's longer after this one. Also, you may notice I have change the structure for this chapter, I will do the same for the other one soon. Disclaimer: I don't own Puella Magi Madoka Magica. All rights go to Shaft, Gen Urobuchi and Aniplex USA **

**Enjoy Chapter Two A little game**

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Sayaka stood there dumbstruck. "_she wants to spend time with me! This is got to be a trick." _Sayaka thought, while she looked at Homura, watching to see if she would do anything. Homura just smiled sweetly at her. "You seem surprised Miki, cat got your tongue?" Homura chuckled. "What are you up to Akemi?" Sayaka asked her eyes burning with intensity, as she looked at Homura. The Demon laughed. "Aw don't give me that look! As I said I just want to spend time with you, get to know you a bit better." Homura jumped off the cherry blossom tree and started to edge ever closer to Sayaka.

Before Sayaka could say anything, she got hit by another apple. "OW. Ok stop with the apples Akemi!" Irritated. Sayaka got ready to punch the girl in question but she stopped, when she heard a familiar playful laugh and a smile in front of her. "Yo Blue" Kyoko said. Sayaka looked at Kyoko, her eyes softening, She wore the familiar Mitakihra school attire but the top half was covered by the green hoodie she normally wears. Sayaka quickly looked around for Homura but the Demon had vanished.

"Hey dummy, You alright? You seem on edge." Kyoko asked, concerned for her friend. "_She was fine this morning, now its like she's just seen a ghost." _Sayaka turned back to her friend and laughed "No no its nothing. Just thought I saw something" "Really where?" A concerned mocking voice said. Sayaka turned to the source. There sitting on a chair, next to a table drinking purple wine was Homura. "Sorry for leaving, thought you two needed some alone time. Homura chuckled. But it's fun to watch you two. Its like both of you are what Me and Madoka should be." "Yeah you wish!" Sayaka sneered.

"Who ya talking to?" Kyoko asked. "Can't you see? Homura." "Buts she's not here." She's right there! "Where? I don't she her." "Look! Sayaka pointed. She's sitting on that chair next to a table!" "All I see is the road to school." "No no no. she's right there smirking at us, can't you see her! "Sayaka are you alright? Maybe you should stay off school and go see a doctor?" Sayaka let out a shout of anger, Homura laughed, tears in her eyes. "Uhh this is just too good! I haven't had this much fun in a while.

Before Homura could ask Sayaka to join her for a walk, one of her Clara dolls appeared in front of her. "Mother. Lilith wants to see you. Its urgent." "Can it wait? I'm a bit busy!" Homura hissed, her daughter hesitated. "Sorry Mother but she really needs to speak to you" Homura let out a sigh of disbelief. "O_f all the times it has to be now." _"Fine. I'll be there shortly." Homura got up from her, chair and clicked her fingers. The table, wine and chair disappeared.

She then yawned and her wings sprouted forth from her back, as her clothes burned up revealing the rather seductive attire she wore underneath. Sayaka. Who had just watched the conversation, was getting angry at the dark haired Devil. " Where are you going? I thought you wanted to spend time with me! she sneered. "Oh don't worry, Homura said smiling sweetly at Sayaka. I still do. However, a matter has come up that I must attend but meet me at 18:00PM on the cliff, at the edge of the city, their we can have a little chat.

Saying that, she winked at Sayaka, the Clara doll jumped on to her back and then she flew off to the sky, leaving behind black feathers on the pavement. "Hey look its those black feathers again, I've seen them a lot around here wonder what they mean? Kyoko said "A bad omen Red, a bad omen. Kyoko had just witnessed Sayaka talking to herself and was getting even more concerned for Sayaka.

_"Alright I'm taking her home. she needs to rest, then see a doctor. Maybe then I can confess to her how I feel."_ Kyoko put her arm around Sayaka's shoulder "Alright Missy done talking to you're imaginary friend? I'm taking you home." Sayaka felt tired. "_I could try and explain but Ill tell her in private." _As more people were walking to school. "Yeah but what are we going to tell the school?" Sayaka asked. "Eh, I'll just say ya had a cold or somthin and I had to take care of ya."

Sayaka laughed as Kyoko and her walked down the street. Further up the road, A girl with red ribbons and pink hair stopped and looked at the pair of girls with curiosity. _"Hm, I wonder why their laughing and walking the other way, are they sick? I feel like I know them." _Not looking were she was going, the pink haired girl bumped into a Blonde haired girl with a White haired girl in hand.

"Sorry" Madoka apologized. The blonde laughed "No need to apologize, many people have bumped in to me and vice versa." Madoka smiled and held out her hand. "Madoka Kanamae" The blonde smiled and shook the hand. "Mami Tomoe and this is Nagisa Momoe.

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**Hope you enjoyed. Have a good one and Review at your leisure. **


	3. Chapter 3

Conflicted

**And we are back. I have updated the earlier chapters, so feel free to look back. Anyhoo, anyone else excited for the Rebellion movie coming out in April? (the English dub of course) I know I am. **

**Kayceenorth- Thanks for the spell check on chapter two and I did kinda rush that one. But I will be more careful to check my chapters in future. Thanks for the reviews, you're awesome! **

**Disclaimer I don't own Madoka Magica, Kazumi Magica, or Oriko Magica.**** All rights go to their respective owners.**

**Enjoy Chapter Three Conflicted**

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As Madoka looked at Mami and Nagisa's features, a flash of memory came back to her, showing a girl getting her head bitten of by caterpillar creature, then another memory. Sitting at a table, with two other girls she couldn't make out. "Your not just giving us back are hope but you're becoming hope itself, for Magical Girls everywhere." "Law of cycles." "Law of Cycles." "LAW OF CYCLES!"

Madoka put her hand to her head and shook it. Mami looked at her with worry. "Are you alright Miss Kaname?" Madoka looked at her with a fake smile. "Its nothing just a headache." "Maybe you should go home?"

"No no I'm fine." Madoka turned her attention to Nagisa. "And who is this little girl?" Nagisa looked up at Madoka and gazed in wonder. "Are you an angel?" She asked Madoka was shocked by the comment. Mami shocked as well but also angry at the girl for having no manners, scolded her.

"Nagisa that was very rude, apologize now." Nagisa looked down. "I'm sorry Miss." Madoka chuckled. "Its fine. Shouldn't we get going to school Miss Tomoe?" Mami smiled. "Please call me Mami and I must drop off this little trouble maker at her primary first." She gave Nagisa a doubtful look. "Hey I'm not a trouble maker." Nagisa pouted. "I only make trouble when I don't get cake and cheese!"

"Well you won't get cake and cheese if you don't get yourself to school now will you." Mami said. "Please excuse us. It was nice to meet you Miss Kaname. I hope to see you around the school sometime, goodbye for now." Nagisa beamed up at Madoka. "Bye Miss Madoka." Madoka waved to her, she said. "Bye." as Nagisa ran off towards the primary, which surprisingly was pretty close to the High School. Mami ran after her. "Nagisa walk don't run! Mami sighed.

Madoka watched the two as they disappeared from sight. _"They both seem really happy but what was that memory? Must be nothing. Anyway, need to get inside, Saotome Sensei will be mad if I was late."_ Saying that, Madoka hurried quickly into the school.

Watching this from atop a cherry blossom tree, Kyubey sighed in sadness. "_If only you knew Madoka." _Kyubey thought. _"Maybe I should talk to her. Why though, why should I talk to her. Because its right. No its not. It is. NO! JUST LEAVE HER SHE'S HAPPY! SHE'S NOT!" _Kyubey let out a shout of anger. "_Damn you Homura Akemi for giving me emotions. I shouldn't be having these thoughts but yet I can't help but feel glad that I now know what is right and what is wrong, even though I'm still getting used to it."_

Kyubey jumped off the tree and made his way towards the front entrance. Classes had started so no one was around. Kyubey entered and made his way towards the stairs. "_This place is quite beautiful is this an emotion? I wonder." _Kyubey started to think about the million girls he contracted. How he manipulated their, emotions how they suffered while he just watched them slowly turn into witches, then how Madoka finally broke the cycle and finally, when Homura took control.

"_I did nothing, at least Madoka did something for them but Homura took that away from her. I won't watch as Homura twists the lives of these people. This is what I must do to atone for all my sins, for every single girl that has fallen, now I will save everyone from Homura!" _Kyubey stopped._ "Now what floor is Madoka's class? Damn it! I should have asked for directions." _Kyubey put his paw to his head. "_Yeah like anybody is going to talk to a thing like me." _He remembered the floor, as he reached the floor Madoka was on but he couldn't remember her class._ "Well better get started I have a lot of rooms to check. Room 601, room 602..."_

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On the outskirts of Mitakihara, above the cliff, near where Homura usually sat, Stood a Mansion like Cathedral. It had the normal structure of a Mansion but with Cathedral like parts. Its windows had pictures of Witches in some Demons in others. On the entrance a Church like door, with designs of Screaming Incubators and Wings on the outside of the door, going round in a circle until it reached the bottom. On one Side Demon Wings, the Other Angel wings. The door handles in the shape of Soul Gems.

Around it a steel fence with very sharp pike like poles Guarding it. On the entrance gate, Torches. Two on each side, emitting Purple Flames. Inside the Cathedral Mansion, shouting could be heard.

"What do you mean Madoka is starting to remember more and more?! Is it not enough I stay close to her, wipe her memory if ever she gets a headache and starts to remember!" Houmra was in Her Devil Dress, except her wings were smaller. Lilith one of her Clara Dolls, dressed like a school kid. Was terrified of her Mothers outburst and tried to calm her down. They were both sitting at an altar, in the main hall next to a statue of Ophelia.

"Mother please, if it helps, she has stopped remembering for now, even after meeting Mami Tomoi and Nagisa Mome, she dismissed the memory as nothing." Homura's expression turned from angry to curious. "She stopped remembering?" Lilith nodded. Homura smiled. "Interesting. Maybe now I can direct my attention to other things." A thought of Sayaka on the cliff, in the evening, came into her mind and Homura's smile grew to a smirk.

"Just one thing Mother." Lilith hesitated. Homura looked at her Clara Doll. "Yes dear?" "Kyubey is in the process of telling Madoka tha.." "I know. don't worry, Kyubey doesn't have the guts to tell Madoka the truth. Lilith curious now, asked. "Why is that?" Homura got up and walked over to the statue of Ophelia. "He won't, because he is conflicted about what he has done and he doesn't feel worthy to face her. But just in case, get some of the Clara Dolls to watch them both."

Lilith nodded. "As you wish Mother." and she disappeared in a cloud of darkness. Homura put her finger to her chin and tapped it. "Now I feel like there was something… ah. Yes! Children it's hide and seek time!" Homura called out to her Clara Dolls in less than seconds Thirty-Five Clara dolls appeared, eager to start the game of hide and seek.

Homura gave her children a blank look. "Hm, the rest must be asleep. No matter, this is more than enough. Jubey!" Homura shouted. Jubey came out from behind one of the pillars. "Yes Akemi?" Homura smiled. "Hide and seek time." "oh joy" Jubey said dryly.

Homura turned to face her Clara Dolls. "Alright children the rules are to find Jubey, if you win you get to play with Jubey at anyway you see fit! Oh. And this time, please try not to kill him, it hurts his little feelings." Houmra laughed. "Akemi I swear I will get you for this." Jubey said, his blood boiling.

Homura looked down smugly at Jubey. "Unfortunately for you Incubator, you have no say in the matter. Now run along and hide, before my children break the rules." Jubey quickly ran to the nearest stairs and as quick as a flash was gone.

"Five, Four, Three, Two, One. Ready or not hear we come." One of the Clara Dolls said in joy and they all started to search the room for Jubey. Homura looked at her Clara Dolls. "Have fun children, I'll be back to see who won later." Homura turned and looked up at the statue of Ophelia, then to the statue of Octavia and smirked.

"_Oh Sayaka, the game I'm going to play with you will be far more fun though."_ Homura then walked to the stairs to her throne, which on each side was surrounded by a line of Statues of different Witches and Magical Girls. Walking up them, she stopped to look at a girl with short hair, a stereotypical witches hat, a magical girl dress with a cape and bobbles that were on the sleeves, skirt and shoes of the dress. She also had in her hand a staff that was shaped like a cross.

"I wonder what let Jubey convince me that you should be kept alive hm?" The statue just stared at Homura but one could make out a single tear that fell from it's eyes. "Save me your pity, I need none of it and you." Homura turned her attention to another Magical Girl on the other side of the stairway to her throne.

The girl wore a very long dress, that went down to her feet and wore a very peculiar hat, that had ropes coming out on either side and a cape attached to it that went down to her back. She also had a ribbon on her Very long puffy skirt.

Homrua looked at her with disgust. "Another failed time line because of you and your stupid friend. You who tried to kill Madoka, well you and that idiot Kirika can be happy together now." Homura sneered. The statue looked almost sad but Homura didn't care. She made her way up to her throne. It was a small throne with a Soul Gem at the top, with a Witch hat covering it, her face on the bottom of the two sides of the throne and Organ Like pipes coming out of the back.

Giving a sigh of relief, Homura sat on her thrown, crossed her legs and closed her eyes. "All I can do now is wait for evening."

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**If you haven't read Kazumi or Oriko Magica you won't get those references. Review at your Leisure **


	4. Chapter 4

**Back again guys! The movie Rebellion is out in English! Haven't watched it yet, going to though. Anyone else thinking in series two (if they make it) that Kazumi and Oriko should be in the new world? It would be cool to see them and Jubey.**

**Ihavenoidea- Yes Jubey loves hide and seek. Jubey- "No I don't it's slavery, get Kyubey to tag in for me for once!" Kyubey-"Yeah right." **

**Kayceenorth- I know right? I want to give Oriko and Kazumi the spotlight in future chapters but not too much, this story is about Houmra and Sayaka after all, with Kyubey on the side.**

**Both you guys thanks for the reviews, again you're both awesome!**

**Disclaimer I do not**** own Madoka Kazumi or Oriko Magica. All rights go to their respective owners.**

**Enjoy Chapter Four All these things that I have done**

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On a cliff, not to far from a city, on the lovely green grass, lay a white creature. It was night and the moon shone brightly on the creature but the moon only shone half, due to the moon being cut in half by a Demon.

The creature watched, as a single girl, who was dancing with a very peculiar Gem, fall off the cliffs edge into the land below. The creature was shaking and it's fur was very rough but nothing was more worse than what was going on in it's head.

"_Look what you have done!" "I hate you!" "You bastard. You've turned us into zombies is that it! "That's horrible! don't you feel anything for what you've done? _screaming. Endless screaming. From witches and magical girls alike. The creature remembered one memory in particular. One memory. "Tell me the truth. Was there anyway Kyoko Sakura could have saved Sayaka Miki?" A girls voice said. "Of course not. I don't know why she even bothered. She must of realized that saving Sayaka Miki was pointless." Another voice said. This one was cold and emotionless.

"Then why didn't you try and stop her!" The girls voice getting more irritated. "I would have stopped her, if her death would have been pointless but the fact is, her death serves an even greater purpose. WalpurgisNacaht is coming, and you are the only Magical Girl who can stop her but there's no way you stand up to her all by yourself, that means Madoka will have to make a contract with me." The creatures signature smile almost looked like a smirk.

The creature still sat there on the grass, shivering. "Cold…. So….. Very… cold. Hel…p m…e. Help… m..e. Ple…ase some…body hel..p… me." The creature could barely talk. More memories flashed of crying girls and angry shouting one's as well. Then kidnapping. "Everything is prepared?" "Yes." "Good. Begin the isolation field." "Remember, we need to capture the law of cycles, then figure out how to control it. Stay close to Madoka Kaname, study her, see how it works. If Homura Akemi suspects, you know what to do." "Yes brother Incubator." "Alright. The isolation field is ready. Go."

But it didn't turn out like they planned. A Demon was born, created a new universe and enslaved the Incubator race. The white creature continued to get memories of crying girls. "Your Jubey is incomplete." "More and more Magical girl deaths." "Why are humans so bothered of which bodies their souls are housed in? It doesn't make any sense at all." The creature couldn't take it, a single tear fell out of it's eyes. "I'm sorry." "I'm sorry, for what I have done." "Forgive me." "Forgive me please!" "No one's coming." The white creature chuckled. "I guess I deserve this."

"Hey guys look." a Childs voice said. "It's that white thing mother told us about. Um Kyu Kyu Kyubey! Yeah, that's what it was called!" Kyubey looked up to see four sets of eyes staring at him, they all had weird faces and dressed in old school ware. _"Her Clara Dolls. Typical. I don't care. They can do what they like with me, I deserve no less."_ "He looks weird" one said. "Don't say that he looks cute." another said. A girl stepped out from the four and said. "Hey guys lets take him back to our Mansion." "Yeah!" The others said in unison. The girl picked up Kyubey and they all made their way to the Cathedral Mansion. The walk wasn't far, due to the Mansion being on the cliff. Eventually they were there and they settled Kyubey on the table, in the main hall.

"Not much of a talker is he?" A boy said. "He looks sad. Maybe some hide and seek will cheer him up." A girl said. "Alright Kyubey you hide we'll seek." Kyubey looked up at them, then looked at his surroundings. Rows of chairs set up like a church. with Statues of Witches on either sides. Chandelier on the ceiling, stairs that let to different parts of the Mansion, an Altar with table and chairs and finally stairs, leading up to a throne with Magical Girl and Witch statues on either side.

"_Very charming indeed, she's gone all out on the Gothic feel." _Kyubey thought. _"Wait sarcasm is that an emotion? Forget it lets get this game over with. _Kyubey dashed up the nearest stairs and hid behind a pillar on the second floor. The Clara Dolls started to search but none could find him. After an hour, they got bored and went into the dinning hall but Kyubey still stood were he was "what can I do now? What is left for me here? I may as well suffer, it's what I deserve." "Hey now, that's no way to think Kyubey buddy!"

Suddenly a tail grabbed his shoulder from behind. "what the.." "whoa whoa, easy friend, you've had it rough." Kyubey turned around and met eyes with another Incubator. He had a smaller head and smaller ears but he still possessed the extra ear tails and had the body of an Incubator. Kyubey was in shock. "Jubey?" Jubey grinned. "In the flesh!" "What are you doing here, how are you alive? Jubey let go of Kyubey and jumped onto the banister. "Simple, new universe, new life, new everything really. That answers your second question. To answer your first, I'm a house maid, used for fun and other things."

Kyubey was still in shock. "But.." "Walk with me." Jubey said. As he jumped of the banister and made his way down stairs. Kyubey joined him. "I tell ya, it's been hell for me. Dealing with the demon and her "children" Hide and seek, watch Mansion, be a play thing, Hide and seek, over and over again. In some cases I'm even killed! But I've gotten used to it. I really want to get Akemi back for this though! Jubey gritted his teeth. "How rude of me. I haven't asked How've you been." Kyubey stopped walking and stared at the floor. "I… I've been shaking in grass for the past couple of days, constantly hearing the girls I've contracted over and over again. Plus, I need to deal with these new emotions, thanks to Akemi." Kyubey looked back up at Jubey, then continued to walk.

"I see" Jubey said. "listen bud. I know it's hard dealing with all this but you need to get over it, look on the bride side, you have emotions now. All you have to do is learn to control them and those voices in your head." Kyubey was curios now "Forgive me for asking Jubey but how?" Jubey turned around and smiled. "Simple all you have to do is just meditate and block them out, that's what I did. Occasionally though there might be a few that slip out but it's fine. I could teach you if you'd like? Kyubey, for the first time in his life, smiled a genuine smile. "Yes Thank you Jubey" Jubey grinned. "See you're already getting the hang of it!"

They reached the stairs to Homura's throne and started to walk up it, they stopped at a familiar statue. Kyubey gasped. "Is that?.." Jubey's face saddened. "Yes Kazumi Kazusa. Akuma killed the others. She's the only one left of that group who's not a total statue. I convinced her to keep Kazumi alive. She still struggles to survive even now but what I won't forget is she won't stop crying." Jubey turned to another familiar face. "She's got Oriko and Kirika too. I think she only keeps them alive to watch them suffer." Kyubey looked around him. "All of them?" "No, only some still live. Most are completely stone but she keeps the Witch forms alive completely. I guess you could call this her gallery or trophy room." They made their way back down again and walked out of the Cathedral Mansion.

It was morning, the sun was shinning. They stopped at the gate. "what will you do now?" Jubey asked. "I'm going to atone for my sins." Kyubey said. Looking at the clear sky. "Oooh mysterious." Jubey joked. "Shut up. What about you?" Kyubey asked. "Can't leave the Mansion buddy, Akemi won't let me, so we'll part ways here but come back if you need help Meditating or if you just want to talk. It gets lonely in that dark and gloomy place." "Yeah I'll bet." Kyubey joked. "Hey jokes now." Jubey gave Kyubey a reassuring smile. Don't worry Kyubey, you will eventually get used to all this." "I don't really know what I can do now. After everything I have done, but the only way to redeem myself is to right the wrongs." Kyubey said. "Well I hope you do." Jubey said. Kyubey made his way out of the gate and towards the cliff. Jubey went back inside the Mansion. But not before giving one last look at Kyubey. "Good luck my friend. Everybody can change. Even you."

Kyubey sighed, as he made his way towards the cliff. "Need to think things out first then decide." He thought. Suddenly, black feathers fell from the sky and a girl in very seductive dress appeared. Kyubey was stopped by the demon herself. Homura smiled. "Nice day don't you think?" "Not really. It's blocked by you." Kyubey hissed. Homura laughed. "My my my. Sarcasm, you're changing Kyubey. "what do you want I something important to do." Homura's wings sprouted and she flew around Kyubey as she spoke. "Ah yes, you want to atone for your sins but I'm afraid I can't let that happen. Kyubey was angry now. "And why not! You've taken everything from me. My respect, my race, my sanity, everything! Homura stopped flying and landed before Kyubey.

"I'm saving you the pain, do you really think they'll forgive you. Ha! They would probably try to kill you! And besides, I have an offer for you. I advise you to take it. As I said, this can save you the pain." Kyubey glared at her. "what is it?" Homura smiled sweetly at Kyubey. "I will offer you freedom, you can do what you see fit! Under one condition however, you stay away from Madoka Kaname, Sayaka Miki, Kyoko Sakura, Mami Tomoe and Nagisa Mome. Fail to do this will result in you suffering." "I don't think anything is worse than what I am going through right now." "Do I have your agreement?"

Kyubey thought for a second. He imagined them shunning him. Shouting at him for destroying their lives and more. _"She's right. They would hate me. I was a fool, I'm best just leaving everybody alone." _"Fine." Homura was surprised by the Incubators cooperation but was none the less pleased. "Excellent. Thank you for your cooperation Kyubey, I promise no one will ever bother you. Though I may come visit you, since you get lonely." Homura smiled at Kyubey. He glared back. "I'll leave you to your thoughts." Saying that, she disappeared through dark smoke. Kyubey sighed and made his way to a tree he saw, so he could think and be by himself. "Need to be alone. Yes so very alone.

* * *

For the next 2 weeks Kyubey had come to terms with his emotions and the voices in his head, thanks to Jubey teaching him how to control them. He would always make his way around the city but never interacted with anyone, especially the girls in question but usually he would just sit on a tree and watch the city. One breezy sunny morning. Kyubey spotted Homura on her chair, on the cliffs edge. _"She looks bored. May as well go see why she is since I've got nothing better to do. She better not pinch my cheeks again._ unfortunately for Kyubey, she did.

* * *

"_Room 652, room 653, room 654. Please, for the love of Akuma.. Wait. Finally! Found you Madoka!" _Kyubey was about to go see her but he stopped when he remembered the demons words. "They wouldn't want to see you. Ha, they would probably kill you!" Kyubey looked at Madoka. She was talking to Hitomi before registration started. _"She's happy, she wouldn't want me ruining it for her. I'm best just leaving her and the others alone. Maybe I'll go have a bath that should help me think." _Kyubey made his way back down the stairs. But he did not notice that someone was walking in the hall, going to class, before she saw him looking at Madoka.

"Kyubey." Said Mami.

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**A bit of prequel but I made it so it connects with the story. If any you guys want to give me ideas or just want to talk, I'm open, just PM me. And you shall be received. Review at your leisure and have a good one! **


	5. Chapter 5

**Back again. Sayaka will be more of a main character in this chapter on wards, so will Homura. Kyoko and Kyubey will have roles too. Mami Nagisa and Madoka have lesser roles but will be appearing. Anyhoo, go ahead.**

**Enjoy chapter Five Pondering **

* * *

Sayaka sat on her bed, Kyoko was at her side and looked at Sayaka "You sure you're alright?" Sayaka gave a fake smile, Kyoko noticed. "I'm fine Red really. Just tired is all." Kyoko gave a frown. _"She's hiding something. Maybe if I asked about her about that person she was talking to." _Sayaka lay back on the bed and closed her eyes. "So…" Kyoko asked. "That Homura person. Do you know her or something?" Sayaka opened one eye. "what's got you curious?" Kyoko laughed. "Nothing, it's just I thought you had something going with her like a friendship, even though she wasn't there. It's like you missed her so much that you actually thought she was there."

Sayaka looked at Kyoko like she was crazy. "First. No I don't have a friendship with her. Second. She was there Kyoko, do you think I'm crazy?" Sayaka glared at Kyoko. Kyoko looked at Sayaka with hurt. "Hey hey, sorry. I didn't mean it like that Blue. It came out wrong. No I don't think you're crazy but next time tone it down a bit would ya?" Sayaka sighed And got up from the sheets. _"She still doesn't remember. I'll try another time, when we have a bit more time together. First need to check something, for now I'll play dumb." _

Sayaka chuckled. "Yeah Red, I was just foolin with ya." Sayaka gave Kyoko a light punch to the shoulder. "I knew there was no one. I did it just for a bit of fun but I do feel a bit unwell, think you can do a favour for me?" Kyoko gave a sigh of relief. _"Thank god for that." _"Sure what do ya need?" Sayaka lay back and gave a pretended cough. "Think you could get me some pain killers? I know that we're fresh out of them in the house." Kyoko got up and gave a salute to Sayaka. "Yes sergeant Miki. You can count on private Sakura." Sayaka smiled. "At ease soldier. Be sure to pick the right ones as well." Kyoko gave another salute and marched towards the door, when she turned around and gave a light chuckle. "Uh what ones were they again?" Sayaka face palmed but secretly smirked underneath her hand. She then looked back up at Kyoko and coughed again. "They're the solid Tablet ones, they are the only ones that will work. Nothing else will do, got it? don't forget remember."

Kyoko nodded. "Alright Miki, don't you go anywhere. I like to see you smiling not coughing. Sayaka gave a weak smile and coughed again. Kyoko opened the door to Sayaka's bedroom and walked out. Footsteps could be heard, then the sound of the front door being opened and closed happened, then it went silent.

Sayaka immediately jumped out of bed the moment the door shut. Sayaka grabbed a hoodie on her bedroom chair and made herself to the front door. She waited Three minutes, then opened the door. Standing in the hall way, she looked back and forth, then made her way to the stairs down to the bottom, going down them a flash of her and Kyousuke appeared in her mind at the hospital. She shook her head, as she was now at the front door of the apartment. Walking out into the daylight, She looked up. The sun was still shinning, blue skies covered the world like a picture. _"It's sad that all this is fake." _Sayaka thought. She then walked off to the bustop.

* * *

Mami kept running down the stairs, desperate to find this white creature she saw. She felt like she knew it from somewhere all she knew was two things: One. its name was Kyubey, she was certain. And two. She had to find it. Maybe finding the white creature would put an end to those strange dreams Her and Nagisa were having. Law of Cycles, Magical Girls, Witches. Those things kept coming back to her in the dreams. Nagisa was having dreams of being a caterpillar creature of some kind and being in a garden full of flowers, with a girl in a white dress and pink hair.

Mami reached the bottom of the stairs and was now in the foyer the main entrance, were different paths led to different parts of the school. Mami stomped her foot on the ground. _"Damn, lost it. How could it disappear like that? Weird." _Mami groaned. _"I see a doctor and she just tells me that the dreams will go away. The nurse says the same thing, when I go see her too. Forgive me Nagisa, it looks like will be having these dreams for a while." _Mami was about to return upstairs, when she heard a noise.

"Crap." said Kyubey. He had knocked over a pile of papers in the office and was hiding behind a plant in the office, next to the desk. He was panicking. _"Don't come over here, don't come over here." _Mami walked over to the office and poked her head through the window shouting "Anybody here?" She read a note on the desk. "Out to lunch?" Mami turned her head to the clock on the wall. "But it's only 10:10. Ok then." Mami then spotted the pile of papers on the floor. "How clumsy." Mami chuckled. "Well no one will mind if I stack them back up." Mami walked over to the door to the office, opened it and entered.

"_No, no. Go away Mami please." _Kyubey was now shaking. Mami walked over to the papers, gathered and shuffled them and put the papers back on the desk. She spotted a white tail coming from behind the plant as she did so. Mami smiled, it was the white creature. "Yes! found you." Kyubey's heart sank. He immediately jumped for the window. Mami expected this and slammed the window shut. Kyubey smacked into the window and remained there, until he slowly moved down to the bottom. "Ow." He said slowly. Mami rubbed the back of her neck and smiled apologetically. "Apologies but I needed to speak with you."

Kyubey shook his head, Then looked up at Mami's face. Memories flashed of her killing the girls and getting killed herself appeared in his mind. Kyubey looked away. _"I can't do this." _Mami tilted her head to the side. "Are you ok?" she asked.

Kyubey looked back at her. Kyubey chuckled. "Mami Tomoe. Of all the girls I contracted, you were the one that was the most close to me. Treating me like an actual friend."

Kyubey thought about the time he was injured by Homura in the original world. Madoka was holding him, with Sayaka at her side. Then Mami showed up and said: "Thanks for rescuing Kyubey, he's a dear friend of mine." Kyubey's signature smile grew wider. "You always were polite and kind to me, even in the last moments of your life and you never found out my true personality." Mami was shocked that the creature knew her name. But was surprised, when she saw a tear coming out of the creatures eye. "And now. Kyubey continued. You're living in a dream world with Nagisa Mome. Completely oblivious" Mami was taken back but stood firm she wanted answers. "How do you know about Me and Nagisa? And what's this about memories being wiped? White creature." Mami asked.

Kyubey stared into her eyes. "I never wanted to bother the other girls, least of all you but fate has a way of doing things that you don't want to happen. I guess it can't be helped, Akuma will probably kill me for this but oh well. At least I can talk to someone I've wanted to talk to for weeks." Kyubey jumped on to a file cabinet. "Let's start with introductions. My name is Kyubey. Not white creature and just to clarify I am a male." Mami was too confused to ask anything else, due to all the information that was being said. Kyubey sighed. As he looked at Mami confused face.

"Is there somewhere we could go to be a bit more private?" Mami nodded her head in conformation. "Good" Kyubey said. As he jumped onto Mami's shoulder Mami jumped. "Easy I won't bite you." Mami calmed down when Kyubey just stood there. "Have you thought of a location? Kyubey asked. Mami got over her shock. "Ye.. Yes. Um my house will be private, no one will bother us." Kyubey looked at Mami. "what about the school asking where you've been?" He asked. as they walked out of the school. "Uh we won't have to worry about that. Nobody saw me come in, due to Nagisa being a bit late for Primary."

Kyubey nodded. "Good, we have a lot to talk about when we get to your house. Hopefully you can get your memories back." _"I'll apologise once she has her memories back. It looks like I'm not over come with guilt after all, maybe this is because she doesn't remember me but what if the guilt comes back after she remembers and she hates me? Stop thinking that, think about the positives. I hate having emotions but they do have uses. Kyubey when did you start to get paranoid? jeez._

* * *

It was afternoon now. The sun was still shinning, blue skies all around. Sayaka opened the door to her apartment. She was checking on Madoka's family to see if they were alright, then she went to the library to think. Sitting on her bed, she sighed. "Well at least their alright unlike me. I'm getting too paranoid, well I can't blame myself, after all this is the Devil's playground." Sayaka lay back on her bed. "Kyoko should be back soon. I'll just wait for her to come back, then I'll go see Akemi." Sayaka made herself comfortable, Then let sleep take her.

* * *

It was getting late. Evening was coming, the sun was going down and in the Cathedral laughing and screaming could be heard. Clara dolls were running around searching for the Incubator, while the guy in question hid up on the chandelier. The sun shone through the glass window, showing the picture of screaming witches and Magical Girls. The picture reflected onto the floor of the main hall, beneath the window sat Satan on her throne. She had her eyes closed and had her legs crossed hands both on top.

The Clara Dolls had gotten fed up with searching for Jubey and were hungry. "Jubey. You win." A Clara Doll shouted. Jubey jumped of the chandelier onto the banister, then levitated down to the floor. "Good now I can go take a nap." He muttered. "Mother!" The same Clara Doll shouted. "We're finished hide and seek. Can we go have dinner?" Homura opened her eyes "Yes you may. She said back. Jubey, will kindly join them?" Jubey looked up at Homura on her throne. "I want to take a nap, I'm tired. So no thanks. Homura leaned forward and smirked. Her face was half covered by the darkness, the other half was visible due to the light. "It wasn't a request Jubey, it was an order. Go now." Jubey was getting really pissed at the demon now but he had no choice. "Yes Akemi. Come on brats" He spat. The Clara Dolls followed by Jubey. All went into the dinning hall. Homura leaned back on her throne and closed her eyes again.

Homura listened softly to the candles that were on her left and right. Taking in the quiet tune of the dancing flames. _"It's almost time." _She thought. Homura rose from her throne and clapped her hands. Lilith appeared at her side. "We will be receiving a guest, so make sure that a private meal will be made in front of my throne. There's plenty of room for chairs and a small table. "Yes Mother." The Clara Doll then disappeared in a cloud of smoke.

Homura walked out of her Cathedral Mansion, and was now In her front garden. It was full of cherry blossom trees, Narcissus, Tulips and other flowers. In the middle there was a path that went off into two different directions, one to the back garden, the other to the gate entrance. Homura's wings grew out from her back, she gently flew over the gate onto the ground, then walked off to the edge of the cliff. Her wings going back into her back, her school uniform creeping over her dress as she walked. The sun was going down and the moon was creeping over the hills, showing off it's features, even if it was half. Homura smiled, when she spotted the sight of familiar blue hair. "Let's hope this goes well."

Homura had her blank cold expression on her face, as she got to the edge of the cliff. Suddenly a cutlass pierced her knee. Another cutlass came for her but she back flipped over it. Homura in midair, looked up to see Sayaka in her Magical girl wear, coming down right for her. A cutlass in both her arms held behind her head, Sayaka then brought down the cutlass, aiming for the demons head. Homura's wings sprouted forth, she dodged in quick fashion. Homura clapped her hands. Sayaka's cutlass disappeared and she fell onto the light grass. Sayaka groaned. "Damn. I thought I had you there Transfer student." Homura flew down and landed a couple of feet in front of Sayaka. Shaking her right finger. "Tsk Tsk. Now Miki, you shouldn't play with swords..." Sayaka got up and was ready to talk back to the demon but immediately froze, when she felt warm breath touch her ear. "It will get you into trouble."

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**There we go. Homura will reveal what her plan is for Sayaka in the next one and also a bit of Mami, Kyoko and Kyubey on the side. Hope you enjoyed, Review at your leisure and have a good one.**


	6. Chapter 6

**Welcome**** to the turning point in the story. Hope you enjoy this chapter.**

**Enjoy chapter six Lets have some fun!**

* * *

"Now that isn't really a nice way to greet someone, is it Miki?" Homura whispered into Sayaka's ear. Her warm breath brushing off it. Sayaka gulped. She couldn't speak, she was terrified, her body was frozen. "Still." Homura said. She wrapped her arms around the bluenet's waist and pulled her close. "It was a good try though. Keep trying to hit me with those, then I'll have no choice but to punish you." Homura was enjoying seeing Sayaka's face so scared. "_Aw she's shaking, how sweet_. _She looks cute when she's scared." _

Homura let go of Sayaka. Getting the reaction she wanted. "Now enough of this, I have an offer to makgack!" Akuma was cut off by Something that had gone through her and Sayaka. Homura looked down at her stomach, a cutlass had gone right through it, blood dripping off at the very tip and running down the rest of the sword. Houmra started to cough up blood.

Satan looked behind, to see Sayaka with the sword in hand, smirking. "Gotcha." Homura coughed again. "Bu.. But how did you d.. do this?" she asked. "Funny you should ask. I studied up on Kyoko's illusionary magic, she also teached me how to use it correctly. Must say, it came quite in handy." Homura looked at the Sayaka in front of her, the Sayaka turned and looked at her. "Sorry transfer student, maybe next time." And the illusion disappeared.

Sayaka lifted her foot up to Homura's back and pushed her off the sword, the sound of blood dripping out, onto the grass as she did so. "Do you want to know the best part of illusionary magic? It doesn't take long to learn." Homura fell to the ground, face first. The demon tried to rise but she fell to her knees. "I do…don't under…stand Kyoko Sakur..a should not be.. Able to use her.. Magic and.. Have her memories bac..k." Homura coughed up more blood, Sayaka quickly pinned Homura to the floor, with two more Cutlasses, piecing both of the demons legs. Homura cried out in pain. "Well what do you know? The devil can feel pain!" Sayaka laughed. "Yeah about that. The whole memory thing..

* * *

45 min earlier

* * *

"Sayaka! I couldn't find any of the painkillers sorry." Kyoko came running into Sayaka's bedroom, only to find her fast asleep. Kyoko chewed on her pocky stick. "Well look at that, the little git fell asleep on me." Kyoko creped over to Sayaka's bed, took a deep breath and said "Sayaka honey, get up you'll be late for school." Sayaka immediately shot up in the bed. "Yes mum! I'm getting ready!" Sayaka looked around but she couldn't find her, she then noticed Kyoko, the redhead started to giggle. Sayaka got what was happening and tackled Kyoko to the floor, falling of the bed in the processes. "Very funny Sakura!" Kyoko got out of Sayaka's grip and jumped onto the bed, dodging The blunets attempts to grab her. "Hey whoa whoa, chill Blue chill. I was just playin with ya."

Not looking where she was going, Kyoko fell backwards and hit her head of Sayka's cupboard. Falling off the cupboard was a gold gem with a red tint. Kyoko fell on her buttocks, the gem falling into her hand. "Ow jeez. That hurt like a bitch." Sayaka looked at the gem Kyoko had in her hand. _"Darn. I hopped to keep that for a later time but this could be my chance." _she thought. In quick fashion Sayaka grabbed the gem from Kyoko, the red head lashed out at Sayaka and snatched it back. "Hey give that back, its mine!" Kyoko stared into the gem. She felt like a part of her she'd forgotten was in the gem, she just couldn't remember. Sayaka was liking these odds, she had one chance. "Kyoko, why did you snatch that out of my hand? _Got to choose my words carefully." _Sayaka asked. moving to sit on the bed.

Kyoko looked at Sayaka, then back to the gem. "I.. I don't know. I think.. I think there's a part of me inside this thing, whatever it is." Kyoko chuckled. "Sorry if that didn't make any sense." Sayaka took a deep breath. _"Its now or never." _Sayaka sat down in front of Kyoko. "It's fine Red. Now, I'm going to explain something. That thing you have in your hand is called a Soul Gem." Sayaka waited for a response. Kyoko thought about the object. "Soul Gem, Soul Gem. I.. I.. my head hurts." Sayaka was getting worried. _"Damn, alright plan B. If this doesn't work I don't know what will."_

Sayaka took both of Kyoko's hands, Kyoko was embarrassed "Uh Sayaka what are ya doin?" Kyoko asked, blushing. Sayaka pulled her hands closer, which made Kyoko go completely red. "I had a dream once. In that dream I was somewhere else, I was drowning, then you where there with me at the end." Kyoko's eyes widened. "I.. I.. why am I seeing a knight mermaid thing?" Kyoko clutched her head in pain. "w..w..what's is this?" Sayaka motioned her head to the Gem. "Just concentrate on releasing your power." Kyoko looked at Sayaka like she was crazy. "What are you talking about? "Just do it."

Kyoko closed her eyes, then suddenly she was taken in by a ray of red light. "what's happening?!" Kyoko asked, panicking. Sayaka gave her a reassuring smile. "Don't worry Red, relax, you'll be fine." Seconds later, Kyoko reappeared in a strange attire, With a spear in hand. Sayaka got up, an walked over to her. "Kyoko is that you?" Sayaka was a bit scared that it hadn't worked. Kyoko turned around to face Sayaka, pocky in mouth, with her signature toothed grin. "Well hellooo sexy!"

* * *

"After that she said she was a bit weak after recovering her memories but in a short time, she taught me illusionary magic, saying it would come in handy. Red then went to sleep from exhaustion. And here we are." Said Sayaka, looking at the demon with disgust. There was a gentle breeze in the air and the sky had gone pink from the sun going down over the cliff, the grass was tainted by the demons blood. Homura coughed. "I see so that's …what." "She's no longer a puppet to be used Akemi!" Sayaka brought out another Cutlass, aiming it at Homura's chest. "After I kill you, I'll help the others get their memories, including Madoka and then we'll undo this nightmare you created!"

Sayaka walked closer to Homura and aimed her cutlass at Homura's chest, more specifically her heart. "Give my regards to hell!" Before Sayaka could stab the demon, Homura started laughing. The laugh then turned evil. "Thank you for being so honest and helpful, you've given me all I need to know!" In quick fashion, Homura lunged at Sayaka, took the cutlass, stabbed it into the ground and then lightly clapped her hands. Sayaka's body went numb, not knowing she was dangerously near the cliff, she fell to the land below "Damn it all thought I had her there." Sayaka said, before fainting.

Homura ran to the edge and jumped off it, wings sprouting forth. She caught the blue haired girl bridal style. "Oh dear, we can't have that can't we? Sayaka opened her eyes hazily. "Screw you." she said before passing out. Homura smiled and she flew off to her home.

* * *

Sayaka awoke on a carpet. It was red, with different flower designs. The bluenet sat up and took in her surroundings. Glass windows, candles, Gothic chandelier, stairs and pillars and statues? She walked over to one. It looked like a witch. It wore a red garment with different colored patterns on the side, boots the shape of diamonds and it also rode a horse, which was black and white. The horse also wore a necklace with a diamond shape jewel on the front but the most distinct feature was the Witch's hair was on fire. _"What kinda witch is that? Never mind, where in the heck am I?" _The moon shone through the round glass window, showing off it's pictures of screaming Magical Girls and Witches.

"Enjoying the scenery?" Sayaka looked up and flowed the voice to it's source. There at the top of the stairs was Homura arms folded, with her blank expression. Sayaka got up from the floor and started to walk up the stairs. "How can you still be walking?" Sayaka looked at the statues as she walked up. "And what are these things? _They look so real." _

Homura yawned. "I'll answer your second question first. They are your peers, turned into my lovely statues." Sayaka stopped where she was. "You mean they are all Magical Girls?" Her voice was shaky. Homura nodded. "Yes some are completely stone, dead. The others are alive just trapped." Sayaka continued to walk up. "Why did you have to kill them and why let some live? Homura sat down on the steps. "Because some went insane from learning about the new universe. The others, I guess I just wanted company but don't worry I may be the devil but I'm merciful."

"_Huh, she may not be so evil after all." _Sayaka thought. Homura got up from the steps. "And to answer your first question." Homura's school uniform burned away as her devil dress creped over her body. Her wings growing, and her hair starting to go on fire in black flames.** "I am Akuma! Empress of this realm! No one may kill me, I have power equal to god herself! I just went along with your pathetic idea to humour you but it was impressive. Now, bow before me and despair!" **Sayaka face palmed. "Do you have to be so dramatic? Also your hair is on fire." Homura sniffed, she smelt burning. The demon screamed and started running around. As she ran, she shrank back to her normal self. "Aaah My hair, my hair, is on fire! Someone put it out!"

Sayaka stared dumbfounded. "This is Homura? Maybe she has changed, alright Miki let's go find out." Sayaka ran up stairs, luckily there was a fountain at the top. Sayaka summoned the water and it hit Homura's face, putting out the fire in the processes. "Thank you Sayaka." Homura said. Wiping her face with a towel, which appeared after clapping her hands. Sayaka was confused. _"First names now?" _Homura let go of the towel and it disappeared. " Now how about we sit down and have dinner shall we? Let's have that quality time chat before we were interrupted like last time." Sayaka looked in front of her. There was a table with two chairs, candles on the outside, food and wine glasses.

Homura sat down at the table. "Please take a seat Sayaka. Rest assured, there is no poison in the food or wine." Homura chuckled. _"If she wanted to do something to me, she probably would have done it by now." _Sayaka walked over to the chair and sat down. Homura poured some purple wine for Sayaka and offered it to her. "Wine?" "Um, I don't think I'm old enough. Sayaka said. "Nonsense, hear the laws are ruled by me so have a sip. Trust me this wine will not make you drunk." Sayaka took the wine from Homura's hand and took a sip. It tasted like grapes but with a more sweet taste, it was actually good!

"The wine is nice I suppose." Sayaka put the glass down on the table. "But I wonder how the food tastes." Akuma played with her glass. "I assure you will like it, my chefs do a good job in making food. How are you today Sayaka?" Sayaka looked up at Homura, the bluenet had just taken a bite out of some battered fish. "Confused I guess. You haven't killed me and now your having dinner with me, what's the catch?" Homura took another sip from her wine. "There's no catch my intentions are genuinely friendly. Though I guess if I'm honest, I wanted to put an end to this hate relationship that we have been having. And perhaps try to be friends for once, not fake friends in front of Madoka.

Sayaka choked on her piece of fish and spat it out. "Bleh! Me and you friends? You want us both to be friends, this is a first! Homura nodded. "Well you have sacrificed a lot and I feel I should get to know you more. Maybe give this new world a chance and I'll try to show you the positives, since you only look at the negatives and if you don't like it we can go back to trying to kill each other. So how about it? Sayaka sat back on her chair and pondered. _"Maybe I should give her a chance? I feel like I'm betraying Madoka but maybe she would agree? Fine, I don't have to like it, after all she did say we can go back to cutting each others throats. So I'll give her a chance." _Sayaka took another sip of wine. "Alright fine. You have chance to prove yourself and this world but no funny business.

Homura smiled. "Thank you Sayaka. I'll try my best but first let's play a little game. It's called catch the Witch." Sayaka raised an eyebrow. "And what's this game about." Homura smirked. "I got this from Kyubey bless his little soul, when I first spotted you on the way to school. The objective is to find and defeat the witch and bring her back here, whoever wins, well let's just say you'll get a very good reward if you win. If you lose we need to play again but with more Witches." Sayaka was curious now. "Who's the Witch then? It better not be anyone innocent, they've suffered enough."

Homura clicked her fingers and a cloud of smoke appeared. "I have chosen a worthy candidate. Someone you know in fact." The smoke cleared, it showed Kyoko asleep on Sayaka's bed. Sayaka stared in shock "Kyoko! Akemi don't you dare." Homura laughed. "Relax, she won't be permanently transformed. The Witches personalities have changed over the universes, I wonder what Kyoko's is like? You see, I seal the souls of the Witches in the statues that keeps them asleep or dormant and when the statue cracks." The demon motioned towards the Witch riding on the horse. The statue was cracking and a red light was coming out of it. Sayaka looked in horror. "No don't please! she will be in pain." Homura laughed again. "Oh I can assure you Sayaka, she'll be fine. Oh I forgot to mention that if you lose I'll turn the others into witches as well, including Nagisa!

The statue finally cracked, however nothing was inside it and the red light had disappeared. Sayaka thought it had not worked but then she heard Kyoko awake in the cloud vision.

* * *

Kyoko woke up, she felt weird. Had she eaten something weird again? _"Not again. I'll go help Sayaka after I let one off in the toilet. Wonder how her and Akemi are doin? Probably arguing but still that's Sayaka for ya._ Kyoko jumped out of the bed, immediately after she did she was caught in a ray of light, the light disappeared and she was now in her Magical Girl ware. "Da hell is this? I didn't summon my Soul Gem." Kyoko said aloud. The red head was about to say something else, when she clutched her stomach in pain. "What the?…" Kyoko was cut off, by her mouth shutting suddenly. The red head was starting to get bigger and bigger in size, her Boots were turning into diamond shaped one's, her spear was becoming double edged, her dress started to get longer and her facial features were changing.

* * *

Sayaka looked on in horror. She then turned her attention to the demon. "Look at her, she's suffering you prick!" Homura pointed again to the cloud. "Just watch Sayaka." Sayaka looked back at the cloud again.

* * *

Kyoko screamed in pain, as her transformation was finishing. She now wore a red garment with rainbow colors on the sides, black diamond shape boots and her spear was now longer and was double edged. Her face had almost completely not changed at all, though her teeth were now sharper, her eyes were now maroon in colour and her face looked more mature. Her hair suddenly went longer, spikier and caught fire. Kyoko let one final scream out. "No. Please god, nooooooooooooooooaaaaa**ahhh. Yeaaaaaaaaaaaaah! Finally ha! Ophelia is back bitches!" **Sayaka's apartment and the rest of the building collapsed around Ophelia. The Witch then jumped down on to the pavement below. **"Yes I'm free baby! Screw having a labyrinth, I'm just going to do things my own way! **Ophelia whistled, suddenly a black and white horse with a necklace came running along the pavement. Ophelia jumped on to the horse. **"What a lovely night for trouble right Venus? Nobody's around, so lets make our presence known." **Ophelia laughed. "**Alrighty, Let's have some fun!" **The horse road off into the night.

Sayaka and Homura stood there in the Cathedral dumbstruck, as the cloud disappeared. "Well…" Said Homura, getting her voice back. "I never thought she'd be so carefree and happy." Sayaka nodded, agreeing with the demon. "Yeah… Wait. I have to go catch her?! Homura nodded. "Yeah and you'd better catch her before I do." Homura jumped down onto the floor below. "Just remember Sayaka, you wanted to be friends!" Homura shouted before exiting. Sayaka stood there and sighed. "The things I do for people seriously." Saying that, she ran down the stairs and exited the Cathedral. Jubey then poked his head out from the Kitchen. "I guess that's a no on the dessert?"

* * *

**There we go, Ophelia is reborn in this universe. she has a personality similar to Kyoko's but more insane. Anyway, hope you enjoyed this chapter. Review at your leisure and have a good one! **


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